Neurocrine Biosciences (NBIX) legal chief vests RSUs, withholds shares

Rhea-AI Filing Summary

On January 31, 2026, Neurocrine Biosciences Chief Legal Officer Darin Lippoldt had 2,373 restricted stock units (RSUs) convert into common stock at an exercise price of $0. Each RSU represents the right to receive one share of common stock.

To satisfy tax withholding on this RSU vesting, the company withheld 1,335 shares of common stock at a price of $136.06 per share. The company states that no shares were sold in the market. Following these transactions, Lippoldt directly owned 47,792 shares of Neurocrine Biosciences common stock.

Insider Trade Summary

2,373 shares exercised/converted

Mixed 3 txns

Insider Lippoldt Darin

Role Chief Legal Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	2,373	$0.00	--
Exercise	Common Stock	2,373	$0.00	--
Tax Withholding	Common Stock	1,335	$136.06	$182K

Holdings After Transaction: Restricted Stock Unit — 0 shares (Direct); Common Stock — 49,127 shares (Direct)

Footnotes (1)

1. Shares withheld by Neurocrine Biosciences, Inc. (the "Company" or "Issuer") to satisfy tax withholding requirements on vesting of restricted stock units ("RSUs"). No shares were sold. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock. This RSU was granted to the Reporting Person on January 31, 2022. In accordance with the terms of the RSU, the award vested as to 2,373 shares on January 31, 2023, vested as to 2,373 shares on January 31, 2024, vested as to 2,373 shares on January 31, 2025, and vested as to 2,373 shares on January 31, 2026, subject to the terms and conditions of the award.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Lippoldt Darin

(Last) (First) (Middle)

6027 EDGEWOOD BEND CT.

(Street)

SAN DIEGO CA 92130

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NEUROCRINE BIOSCIENCES INC [ NBIX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Legal Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/31/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/31/2026		M		2,373	A	$0	49,127	D
Common Stock	01/31/2026		F		1,335(1)	D	$136.06	47,792	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit	(2)	01/31/2026		M			2,373	(3)	(3)	Common Stock	2,373	$0	0	D

Explanation of Responses:

1. Shares withheld by Neurocrine Biosciences, Inc. (the "Company" or "Issuer") to satisfy tax withholding requirements on vesting of restricted stock units ("RSUs"). No shares were sold.

2. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock.

3. This RSU was granted to the Reporting Person on January 31, 2022. In accordance with the terms of the RSU, the award vested as to 2,373 shares on January 31, 2023, vested as to 2,373 shares on January 31, 2024, vested as to 2,373 shares on January 31, 2025, and vested as to 2,373 shares on January 31, 2026, subject to the terms and conditions of the award.

Remarks:

	/s/ Darin Lippoldt	02/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did NBIX Chief Legal Officer Darin Lippoldt report?

Darin Lippoldt reported the vesting of 2,373 restricted stock units on January 31, 2026, which converted into an equal number of Neurocrine Biosciences common shares at a $0 exercise price, as part of his equity compensation award.

How many Neurocrine Biosciences (NBIX) shares were withheld for taxes in this Form 4?

The company withheld 1,335 Neurocrine Biosciences common shares to cover tax obligations arising from the RSU vesting. These shares were valued at $136.06 per share, and the filing clarifies that no shares were sold in the open market.

How many NBIX shares does Darin Lippoldt own after this RSU vesting?

After the reported transactions, Darin Lippoldt directly owns 47,792 shares of Neurocrine Biosciences common stock. This figure reflects the RSU conversion and the shares withheld for tax purposes as disclosed in the Form 4 filing.

What are the terms of Darin Lippoldt’s RSU grant at Neurocrine Biosciences (NBIX)?

The RSU grant was made on January 31, 2022, and vested in four equal installments of 2,373 shares each on January 31 of 2023, 2024, 2025, and 2026, subject to the award’s terms and conditions described in the filing.

Does the NBIX Form 4 indicate any market sale of shares by Darin Lippoldt?

No. The filing states that shares were withheld by Neurocrine Biosciences solely to satisfy tax withholding requirements related to the RSU vesting, and it explicitly notes that no shares were sold in the market.